Atomic Layer of the Day:
On Friday, Nano Dimension announced that it would not release its financial results for the fourth quarter of 2024 and the entire past fiscal year earlier than April — but specifically, not before the verdict is issued.
The verdict is expected from the Delaware Court of Chancery and applies to a lawsuit filed by Desktop Metal regarding the merger agreement between them and Nano Dimension.
The lawsuit was initially filed on December 21 of last year. Desktop Metal was seeking court assurances that Nano Dimension would not back out of the acquisition deal announced on July 3, 2024, and that it would make every possible effort to complete the transaction.
Ten days later, on December 31, 2024, Desktop Metal filed a second lawsuit against Nano Dimension, this time involving Markforged. In this new lawsuit, Desktop Metal accused Nano Dimension of intending to acquire Markforged for $115 million (announced on September 25, 2024), a move that could delay or block the merger with Desktop Metal.
However, on January 24 of this year, Desktop Metal dismissed Markforged from the previously filed complaint, focusing exclusively on Nano Dimension.
The court set the trial date for March 11 and 12, meaning it took place a week and a half ago.
Since then, all parties have been awaiting the verdict, which will determine the future of all three companies: Desktop Metal, Nano Dimension, and Markforged.
At this point, it's unclear what exactly is preventing Nano Dimension from publishing its financial results in connection with this verdict, as the matters appear unrelated. If anything, it may be related only to stock market performance. And if so, raises suspicions about the course of the trial...
Nevertheless, Nano Dimension emphasized that both the verdict and the financial results will be released before April 30 — the final deadline for submitting financial documents for publicly traded companies in the U.S.
Meanwhile, Vanesa Listek outlined in an article on 3DPrint.com, five possible outcomes of the court's decision:
Nano Dimension will be forced to acquire Desktop Metal (and possibly Markforged as a consequence).
On the contrary, Nano Dimension will be allowed to withdraw from the agreement without any major penalties.
Nano Dimension will withdraw from the agreement but will have to pay a substantial penalty.
Nano Dimension will be able to renegotiate the terms of the merger and acquire the company for a much lower amount than initially agreed.
The deal will collapse due to regulatory reasons (because of CFIUS).
Regardless of the verdict, the reputational and commercial losses for Desktop Metal are overwhelming at this point. The company, already struggling financially, has been in a state of limbo for several months, uncertain of its future.
Meanwhile, Nano Dimension is undergoing a significant transformation under its new management, led by interim CEO Julien Lederman. It is quite evident that the company would prefer to withdraw from the deal entirely, and if forced to proceed, it would aim to do so for a significantly lower amount than the approximately $180 million proposed last year.
Ultimately, the verdict may only satisfy one party — Nano Dimension if the agreement is annulled.
If the company is forced into the merger, it will be a Pyrrhic victory for Desktop Metal, who suffered great public image losses in this case.
Atomic Layer from the Past:
03-23-2005: Adrian Bowyer launched blog about The RepRap Project, and started documenting his research.
‘2013 in AM’ - brand new history book! GET IT NOW!
News & Gossip:
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